CIBC Guaranteed Market Return (USD) GICs Information Statement Available until September 29, 2017 Overview of the Guaranteed Market Return (USD) GICs The CIBC Guaranteed Market Return (USD) GICs (the (USD) GICs ) are issued by Canadian Imperial Bank of Commerce. The (USD) GICs entitle you to payment at maturity of an amount in U.S. dollars consisting of your Principal Amount, in addition to an annual interest payment (the Coupon Amounts ) linked to the price performance of the equally weighted global portfolio of common shares (each a Share and collectively the Shares ) of the companies described on page 3 of this Information Statement (each a Company and collectively the Companies ). The list of available (USD) GICs and key information is summarized below: FundSERV Code Current (USD) GICs Term Guaranteed Coupon Rate Maximum Share Return Minimum Share Return CBL1291 CIBC Guaranteed Market Return (USD) GIC USD 3 Years 1.00% 3.50% -10.00% Oct 5, 2017 Oct 5, 2020 Issue Date Maturity Date Interest Calculation Share Return Calculation Maximum Amount of Interest Minimum Amount of Interest Coupon Amounts will be paid each year and will be equal to your Principal Amount multiplied by the Coupon Rate. The Coupon Rate will be equal to the average of the 10 Share Returns, provided that if the average is less than or equal to the Guaranteed Coupon Rate, you will be entitled to the Guaranteed Coupon Rate. Regardless of the Coupon Amounts paid, you will always receive your Principal Amount at maturity. Each Share Return is equal to either (i) the specified Maximum Share Return, if the Share s price has increased between the Issue Date and the annual Valuation Date, or (ii) the actual percentage change in the price of the Share, if the Share s price has not changed or has decreased between the Issue Date and the annual Valuation Date, subject to the specified Minimum Share Return. The maximum total amount of interest you can be paid is 10.50% of your Principal Amount (i.e., the maximum Coupon Amount of 3.50% of your Principal Amount paid each year). The minimum total amount of interest you can be paid is 3.00% of your Principal Amount (i.e., the minimum Coupon Amount of 1.00% of your Principal Amount paid each year). Early Redemptions Transfers Minimum Investment The (USD) 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 (USD) GICs are generally not transferable prior to maturity. If purchasing the (USD) GICs through a dealer, please consult your advisor regarding your ability to transfer the (USD) GICs. US$500 for the (USD) GICs. Fees Eligibility No fees or expenses will be charged during the term of the (USD) GICs that will impact the Coupon Amounts payable each year. The (USD) GICs are qualified investments for RRSPs, RRIFs, RESPs, RDSPs, certain DPSPs, and TFSAs, subject to annual contribution limits. CDIC Eligibility The (USD) GICs are not eligible for CDIC coverage. 1 CIBC Guaranteed Market Return (USD) GICs Information Statement
Hypothetical Example The following example demonstrates how Coupon Amounts will be calculated and is included for illustration purposes only. The performances of the Shares used to illustrate the calculation of Coupon Amounts are hypothetical and are not estimates or forecasts of future performances or the Coupon Amounts payable. The actual performances of the Shares will be different from this example and the differences may be material. Share Performance / Share Return Company Year 1 Year 2 Year 3 Apple 5.10% 3.50% 2.10% 3.50% 1.19% 3.50% Bank of America 13.48% 3.50% -2.75% -2.75% 3.77% 3.50% BMW -5.29% -5.29% -0.95% -0.95% 2.16% 3.50% Daimler -9.47% -9.47% 2.80% 3.50% 4.46% 3.50% Deutsche Telekom 2.15% 3.50% 0.48% 3.50% 2.07% 3.50% Duke Energy 8.03% 3.50% 1.41% 3.50% 4.16% 3.50% General Motors -12.41% -10.00% 1.24% 3.50% 1.08% 3.50% HSBC Holdings 10.11% 3.50% -0.14% -0.14% 1.37% 3.50% ING Groep 5.19% 3.50% 0.62% 3.50% 4.43% 3.50% Pfizer 7.04% 3.50% 1.12% 3.50% 2.47% 3.50% Coupon Rate 1.00% 2.07% 3.50% Year 1 The minimum Coupon Amount of 1.00% of your Principal Amount would have been payable, as the average of the 10 Share Returns would have been less than or equal to the Guaranteed Coupon Rate. Year 2 A Coupon Amount of 2.07% of your Principal Amount would have been payable, as the average of the 10 Share Returns would have been greater than the Guaranteed Coupon Rate. Year 3 The maximum Coupon Amount of 3.50% of your Principal Amount would have been payable, as each of the Share Returns would have been equal to the Maximum Share Return. 2 CIBC Guaranteed Market Return (USD) GICs Information Statement
Overview of the Shares The charts showing historical price performances of the various Shares include month-end Closing Prices from and including July 2007 to and including July 2017. Historical price performance of a Share will not predict future price performance of the Share. Coupon Amounts payable in respect of the (USD) GICs will not include any dividends declared on the Shares. references to $ and CAD are to Canadian dollars, US$ and USD are to U.S. dollars, EUR are to Euros, GBP are to British pounds and GBp are to British pounds expressed as pence. Source: Bloomberg, July 31, 2017 Apple Inc. Ticker Symbol AAPL Apple Inc. designs, manufactures, and markets personal computers and related personal computing and mobile NASDAQ communication devices along with a variety of related software, services, peripherals, and networking solutions. The Company USD sells its products worldwide through its online stores, its retail stores, its direct sales force, third-party wholesalers, and resellers. 822.7 Billion Information Technology Bank of America Corporation Ticker Symbol BAC Bank of America Corporation accepts deposits and offers banking, investing, asset management, and other financial and NYSE risk-management products and services. The Company has a mortgage lending subsidiary, and an investment banking and USD securities brokerage subsidiary. 234.8 Billion Financials Bayerische Motoren Werke AG Ticker Symbol BMW Bayerische Motoren Werke Aktiengesellschaft manufactures and sells luxury cars and motorcycles worldwide. The Xetra Company produces everything from convertible sports cars to luxury sedans to touring motorcycles with large displacement EUR engines. The Company serves customers throughout the world. 51.9 Billion Consumer Discretionary Daimler AG Ticker Symbol DAI Daimler AG develops, manufactures, distributes, and sells a wide range of automotive products, mainly passenger cars, trucks, vans, and buses. The Company also provides financial Xetra and other services relating to its automotive businesses. EUR 66.0 Billion Consumer Discretionary 3 CIBC Guaranteed Market Return (USD) GICs Information Statement
Deutsche Telekom AG Ticker Symbol DTE Deutsche Telekom AG offers telecommunications services. The Company offers a full range of fixed-line telephone Xetra services, mobile communications services, Internet access, and combined information technology and telecommunications EUR services for businesses. 73.2 Billion Telecommunication Services Duke Energy Corporation Ticker Symbol DUK NYSE USD 60.7 Billion Duke Energy Corporation is an energy company located primarily in the Americas that owns an integrated network of energy assets. The Company manages a portfolio of natural gas and electric supply, delivery, and trading businesses in the United States and Latin America. Utilities General Motors Corporation Ticker Symbol GM General Motors Corporation designs, builds, and sells cars, trucks, crossovers, and automobile parts. The Company offers NYSE vehicle protection, parts, accessories, maintenance, satellite radio, and automotive financing. The Company provides its USD vehicles and services worldwide. 51.8 Billion Consumer Discretionary HSBC Holdings plc Ticker Symbol HSBA HSBC Holdings plc is the holding company for the HSBC Group. The Company provides a variety of international London banking and financial services, including retail and corporate banking, trade, trusteeship, securities, custody, capital markets, GBP treasury, private and investment banking, and insurance. The Company operates worldwide. 149.3 Billion Financials 4 CIBC Guaranteed Market Return (USD) GICs Information Statement
ING Groep N.V. Ticker Symbol INGA ING Groep N.V. is a global financial institution. The Company provides retail and wholesale banking services to private Euronext (Amsterdam) clients, small businesses, large corporations, financial institutions, and governments. The Company operates EUR worldwide. 58.3 Billion Financials Pfizer Inc. Ticker Symbol PFE Pfizer Inc. is a research-based, global pharmaceutical company that discovers, develops, manufactures, and markets NYSE healthcare products worldwide. The Company's products include medicines, vaccines, medical devices, and consumer USD healthcare products. 197.6 Billion Health Care 5 CIBC Guaranteed Market Return (USD) GICs Information Statement
How Are the Returns on the (USD) GICs Calculated? The Coupon Amount payable each year will be an amount determined as follows: Coupon Amount = Principal Amount Coupon Rate Defined Terms: Banking Day Calculation Agent Closing Price Coupon Payment Date Coupon Rate Day Guaranteed Coupon Rate Initial Price Issue Date Maturity Date Maximum Share Return Minimum Share Return Principal Amount Related Share Performance Share Return Valuation Date Valuation Price 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. Calculation Agent means CIBC World Markets Inc. Closing Price means, in respect of a Share, the official closing price for that Share as announced by the relevant. Coupon Payment Date means the 5th day of October of each year, from and including October 5, 2018, to, and including the Maturity Date, provided that (i) if such day is not a Banking Day, the Coupon Payment Date will be the first following Banking Day, and no further interest or other compensation will be made in respect of such delay, and (ii) in no event shall a Coupon Payment Date be sooner than the third Banking Day following a Valuation Date, subject to the provisions set out under Special Circumstances. Coupon Rate means the average (which may be positive or negative), expressed as a percentage, of the 10 Share Returns on the applicable Valuation Date, provided that if the average is less than or equal to the specified Guaranteed Coupon Rate, the Coupon Rate will be equal to the Guaranteed Coupon Rate. means the exchange or trading system identified for a Share, provided that if CIBC determines that such exchange or trading system is no longer the primary exchange for the trading of that Share, CIBC may designate another exchange or trading system. Day means any day on which the or Related for a Share is scheduled to be open for trading during its respective regular trading sessions. Guaranteed Coupon Rate means the minimum guaranteed annual return for the (USD) GICs as specified on page 1 of this Information Statement. Initial Price means the Closing Price of a Share on the Issue Date, provided that, if the Issue Date is not an Day for that Share, such Initial Price will be the Closing Price on the immediately following Day, subject to the provisions set out under Special Circumstances. Issue Date means the date on which the (USD) GICs are issued, as specified on page 1 of this Information Statement. Maturity Date means the date on which the (USD) GICs mature, as specified on page 1 of this Information Statement. Maximum Share Return means the maximum return for each of the Shares specified on page 1 of this Information Statement. Minimum Share Return means the minimum return for each of the Shares 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. Related means, in respect of a Share, any exchange or trading system on which futures or options contracts on that Share are listed from time to time. Share Performance means a number, which may be positive or negative, expressed as a percentage, determined as follows: Valuation Price - Initial Price Initial Price Share Return means a number equal to (i) the Maximum Share Return, where the Share Performance is greater than zero; or (ii) the Share Performance, if the Share Performance is zero or negative, subject to the applicable Minimum Share Return. Valuation Date means the third Banking Day immediately preceding each Coupon Payment Date, provided that, if such day is not an Day, such Valuation Date will be the immediately preceding Day, subject to the provisions set out under Special Circumstances. Valuation Price means the Closing Price of a Share on a Valuation Date. 6 CIBC Guaranteed Market Return (USD) GICs Information Statement
What Are Some of the Risks of Investing in the (USD) GICs? You May Only Be Entitled to the Guaranteed Coupon Rate Each Year The Guaranteed Coupon Rate for the (USD) GICs is specified on page 1 of this Information Statement. If the average of the ten (10) Share Returns is less than or equal to the Guaranteed Coupon Rate, you will only be entitled to the Guaranteed Coupon Rate. Negative performance by all of the Shares, or negative performances by some of the Shares offsetting positive performances of other Shares, can both result in you only being entitled to the Guaranteed Coupon Rate in a given year. Minimum Interest Payable The minimum Coupon Amount payable each year and the minimum total amount of interest payable over the term of the (USD) 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 (USD) GICs if the Coupon Rate is less than or equal to the Guaranteed Coupon Rate on each Valuation Date. The Maximum Share Return May Be Less Than the Actual Price Performance of a Share The Maximum Share Return for the (USD) GICs is specified on page 1 of this Information Statement. Where a Share s Closing Price has increased between the Issue Date and the annual Valuation Date, the Share Return will be equal to the Maximum Share Return, regardless of the extent of the increase in the Share s Closing Price (i.e, whether the increase is 1.00% or 20.00%). Accordingly, the Maximum Share Return may not reflect the full appreciation in the price of a Share. Maximum Interest Payable The maximum Coupon Amount payable each year and the maximum total amount of interest payable over the term of the (USD) 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 (USD) GICs if the price of each Share is greater than the Initial Price for each Share on each annual Valuation Date. Suitability of the (USD) GICs for Investment CIBC makes no recommendation as to whether the (USD) GICs are a suitable investment for you. You should reach a decision to invest in the (USD) GICs after carefully considering with your advisor the suitability of the (USD) GICs in light of your investment objectives and the information set out in this Information Statement. An investment in the (USD) GICs is suitable for you only if you (i) are prepared to assume risks with respect to a return linked to the price performance of the Shares; (ii) are prepared to hold the (USD) GICs to maturity; (iii) do not require a return in excess of the Guaranteed Coupon Rate each year; (iv) understand the terms of the (USD) GICs and the risks involved in holding the (USD) GICs; and (v) are seeking a U.S. dollar denominated investment. Non-Conventional Debt Instrument The GICs have certain investment characteristics that differ from conventional debt instruments. The (USD) GICs do not provide you with a return that is calculated or determined by reference to a fixed or floating rate of interest. Your return is reflected in the Coupon Amounts, which will depend on the price performance of the Shares and, aside from the Guaranteed Coupon Rate, cannot be determined prior to each annual Valuation Date. 7 CIBC Guaranteed Market Return (USD) GICs Information Statement
Not Equivalent to a Direct Investment The return on the (USD) GICs is not the same as a direct investment in the Shares. The (USD) GICs allow you to participate in the appreciation, if any, in the price of the Shares (subject to the specified Maximum Share Return); however, you will not receive any distributions or dividends declared on the Shares. You will also not have the right to exercise any voting rights associated with the Shares. However, unlike a direct investment in the Shares where you could lose all or a portion of your original investment, your Principal Amount will be repaid to you on the Maturity Date, regardless of the price performance of the Shares. No ownership of, or Recourse to, the Shares The portfolio is a notional portfolio only. You will not have, and the (USD) GICs will not represent, any direct or indirect ownership interest in, or any right to acquire, the Shares. As such, you will not have recourse to any of the Shares to satisfy the amounts owing under the (USD) GICs. You will only have recourse to CIBC, as the issuer of the (USD) GICs, to satisfy such amounts. Independent Investigation Required CIBC assumes no responsibility for the adequacy of the information concerning the Shares contained in this Information Statement or publicly available. You should undertake an independent investigation of the Shares as you consider necessary in order to make an informed decision as to the merits of an investment in the (USD) GICs. Historical Price Performance Does Not Predict Future Price Performance of the Shares Historical price performance of the Shares does not predict future price performance of the Shares. It is not possible to predict whether the prices of the Shares will increase or decrease during the term of the (USD) GICs. Risks Relating to the Shares The prices of the Shares will be influenced by numerous factors. Changes in economic conditions, including, for example, interest rates, inflation rates, industry conditions, competition, technological developments, political and diplomatic events and trends, war, tax laws and innumerable other factors, can adversely affect the prices of the Shares. None of these conditions are within the control of CIBC. Credit Risk The obligation to make payments under the (USD) GICs is an obligation of CIBC and thus the likelihood that you will receive the payments owing to you in connection with the (USD) GICs will depend upon the financial health and creditworthiness of CIBC. The USD GICs are not eligible for Canada Deposit Insurance Corporation (CDIC) coverage. Visit www.cdic.ca or call 1 800 461-CDIC (2342) for details. Risk The Principal Amount and Coupon Amounts payable under the (USD) GICs will be in U.S. dollars. The Canadian dollar equivalent of any return on the (USD) GICs will be subject to potential fluctuations in the CAD/USD exchange rate. In addition, U.S. dollar payments must be translated into Canadian dollars for tax purposes using an appropriate exchange rate. No Secondary Market The (USD) GICs will not be listed on any stock exchange and no secondary market will be provided. You must be prepared to hold the (USD) GICs to maturity. 8 CIBC Guaranteed Market Return (USD) GICs Information Statement
Early Redemptions The (USD) 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 (USD) GICs; (ii) in the event of your death for a registered plan holding (USD) 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 (USD) 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 (USD) GICs are generally not transferable prior to maturity. You should consult your advisor regarding your ability to transfer the (USD) GICs. Potential Conflicts of Interest for CIBC CIBC and its affiliates perform a number of roles in relation to the (USD) GICs, which could result in decisions being made or actions being taken by CIBC or its affiliates which could be adverse to your interests: i. CIBC is the issuer of the (USD) GICs and has an obligation to pay you Coupon Amounts on the Coupon Payment Dates and your Principal Amount on the Maturity Date. ii. CIBC World Markets Inc. is the Calculation Agent for the (USD) GICs and will be solely responsible for calculating Coupon Amounts, determining whether a Special Circumstance (as described below) has occurred, and determining whether certain actions which could have a material impact on you should be taken (including, for example, making adjustments to the manner in which Coupon Amounts are to be calculated, replacing a Share with another share, or postponing or accelerating the payment of your Coupon Amounts or Principal Amount). 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. CIBC or its affiliates may, at present or in the future, publish research reports with respect to the Shares which may affect the market value of the Shares. This research is modified from time to time without notice and may express opinions or provide recommendations that are inconsistent with purchasing (USD) GICs linked to the Shares. iv. CIBC or its affiliates may from time to time buy or sell the Shares for their own account for business reasons or in connection with hedging its obligations under the (USD) GICs, or, where such affiliate is a trustee, for account of the trust. Also, CIBC or its affiliates may issue or underwrite other financial instruments with returns linked to the Shares. These trading and underwriting activities could affect the prices of the Shares in a manner that is adverse to holders of the (USD) GICs. v. CIBC or its affiliates may, where permitted, accept deposits from, make loans or otherwise extend credit to, and generally engage in any kind of commercial or investment banking or other business with issuers, the securities of which are represented by the Shares and may act with respect to such business in the same manner as it would if the (USD) GICs did not exist, regardless of whether any such action might have an adverse effect on the return payable in respect of the (USD) GICs. vi. Dealers and other firms will sell the (USD) 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. 9 CIBC Guaranteed Market Return (USD) GICs Information Statement
Additional Information You Should Know About the (USD) GICs Principal Amount Repayment On the Maturity Date, your Principal Amount will be repaid, regardless of the price performance of the Shares, provided that the (USD) 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 (USD) GICs that will impact the Coupon Amounts payable on the Coupon Payment Dates. Information About the (USD) GICs You may obtain a copy of this Information Statement and certain ongoing information regarding the (USD) GICs at www.cibcnotes.com, including: (i) the current Closing Prices of the Shares; and (ii) the formula for determining the Coupon Amounts of the (USD) GICs. You may also contact your advisor to request this information. CDIC Insurance The (USD) GICs are not eligible for CDIC coverage. Visit www.cdic.ca or call 1 800 461-CDIC (2342) for details. Nature of Holding the (USD) GICs If you are a trustee (or the (USD) GICs are held in a registered plan for you), the Dealer holds the (USD) GICs for you (or the registered plan trustee, if applicable) as nominee/agent. If you are not a trustee (or where the (USD) GICs are not being held in a registered plan for you), the Dealer holds the (USD) GICs for you as nominee/trustee. This section does not apply if the (USD) GICs are held directly in your own name. Status The (USD) 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 (USD) 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 (USD) 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 August 24, 2017. 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 (USD) 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 (USD) GICs as required by applicable regulations. All such notices will be communicated to you electronically, by mail, or by any other commercially acceptable means. 10 CIBC Guaranteed Market Return (USD) GICs Information Statement
Agreement to Purchase GICs by Electronic Means or By Telephone The agreement to purchase GICs will be entered into on the day on which the order to purchase is received if the order to purchase is received by electronic means or by telephone. 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 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 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. 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 (USD) GICs must generally be translated into Canadian dollars for purposes of the Income Tax Act (Canada) (the Act ) using the single day 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 (USD) 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 (USD) GICs as capital property may realize a capital gain (or capital loss) on the repayment or redemption of the (USD) GICs to the extent that the value of the U.S. dollar increases (or decreases) relative to the Canadian dollar between the date the (USD) GICs are acquired and the date of repayment or redemption. You should consider the income tax considerations of an investment in the (USD) GICs with your tax advisor before investing in the (USD) GICs. In addition, while the (USD) GICs are generally not transferable prior to maturity, if you are considering transferring the (USD) 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 non-resident of Canada, you should consult your tax advisor regarding the tax consequences of an investment in the (USD) GICs. Eligibility for Investment The (USD) 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. Holders of a TFSA and annuitants of an RRSP or RRIF should consult their own tax advisors with respect to whether the GICs would be prohibited investments in their particular circumstances. FundSERV Network (USD) GICs may only be purchased through registered investment dealers or mutual fund dealers in Canada (each a Dealer ) that purchase and sell (USD) GICs using the FundSERV network. Funds used to purchase (USD) GICs using the FundSERV may be consolidated or commingled for net settlement purposes. 11 CIBC Guaranteed Market Return (USD) GICs Information Statement
Subscriptions for (USD) GICs Subscriptions for (USD) 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 (USD) GICs by telephone and request the cancellation of the (USD) 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 (USD) GICs, all funds deposited will be returned to your 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 (USD) GICs. Cancellation of (USD) GICs Purchased by Telephone You may cancel an order to purchase the (USD) GICs made by telephone (or cancel the purchase of the (USD) GICs if the (USD) GICs have 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 (USD) 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. Agreement to Purchase (USD) GICs and Deemed Receipt of this Information Statement The agreement to purchase (USD) GICs using the FundSERV network will be entered into (i) if the order to purchase is received via 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. Settlement of (USD) GICs For (USD) GICs purchased using the FundSERV network and held in your Dealer s name, CIBC will pay your Dealer all amounts owing to you during the term of the (USD) 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 client-name accounts, CIBC will pay all amounts owing during the term of the (USD) 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 composition of the portfolio, 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, a merger, nationalization or insolvency of a company whose Shares are included in the portfolio, 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 any Share, or any failure of trading to commence, or the permanent discontinuation of trading, or any suspension of or limitation imposed on trading by the relevant or Related or otherwise. In certain circumstances, the Calculation Agent may adjust any one or more of the Initial Price of a Share, the formula for calculating Coupon Amounts, or any other component or variable relevant to the determination of Coupon Amounts to account for those circumstances, including replacing the applicable Share with the share of another large company listed on a major exchange or market quotation system. If the Calculation Agent determines that it is unable to make 12 CIBC Guaranteed Market Return (USD) GICs Information Statement
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 (USD) 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. Regulatory The (USD) GICs are governed by federal regulations for Principal Protected Notes. Governing Law The (USD) GICs, and the terms thereof, will be governed by and construed in accordance with the laws applicable in the Province of Ontario. 13 CIBC Guaranteed Market Return (USD) GICs Information Statement