Willkie represented Canadian Imperial Bank of Commerce (CIBC) (NYSE: CM), a leading North American financial institution, in connection with its U.S. registered public offering of $500,000,000 of its 6.950% Fixed Rate Reset Limited Recourse Capital Notes Series 5 (Non-Viability Contingent Capital (NVCC)) (Subordinated Indebtedness) (the Notes) and concurrent issuance of 500,000 Non-Cumulative 5-Year Fixed Rate Reset Class A Preferred Shares Series 59 (Non-Viability Contingent Capital (NVCC)) to be held in a limited recourse trust.

The Notes constitute subordinated indebtedness of CIBC and the net proceeds from the offering will qualify as “Additional Tier 1” (AT1) capital of CIBC for regulatory purposes. The offering was CIBC’s inaugural U.S. registered offering of AT1 capital securities.

The offering closed on November 5. The net proceeds from the sale of the Notes will be used for general corporate purposes, which may include the redemption of outstanding capital securities of CIBC and/or the repayment of other outstanding liabilities of CIBC.

CIBC World Markets Corp.; BofA Securities, Inc.; BNP Paribas Securities Corp.; Citigroup Global Markets Inc.; HSBC Securities (USA) Inc. and J.P. Morgan Securities LLC acted as joint book-running managers for the offering.

CIBC is a leading North American financial institution with 14 million personal banking, business, public sector and institutional clients. Across Personal and Business Banking, Commercial Banking and Wealth Management, and Capital Markets, CIBC offers a full range of advice, solutions and services through its leading digital banking network, and locations across Canada, in the United States and around the world.

The Willkie team was led by partners Edward Best and Susan Rabinowitz and included associates Marissa Dressor and Kevin Winnie.