In a transformative move set to reshape the Caribbean and international financial services landscape, The Bank of N.T. Butterfield & Son Limited (Butterfield) has announced a definitive $1.8 billion agreement to acquire Canadian Imperial Bank of Commerce’s 91.7% controlling stake in CIBC Caribbean Bank Limited. The merger will combine two leading full-service banking and wealth management platforms to create a combined institution with approximately $29 billion in total assets, poised to deliver expanded value to clients, employees and stakeholders across the region.
CIBC Caribbean brings decades of legacy relationship banking experience and deep community ties across Caribbean markets, while Butterfield boasts a strong footprint in leading international financial centers. The complementary nature of the two institutions will create a far more diversified, scaled entity with enhanced capacity for sustainable, long-term growth. Unlike fragmented smaller regional players, the combined bank will be able to offer upgraded services across corporate, personal, and wealth management segments that neither could deliver independently.
For clients, the merger unlocks tangible benefits immediately: improved cross-border payment processing, expanded consumer and merchant banking capabilities, and accelerated investment in modern digital and technology banking infrastructure. Butterfield has committed to retaining all existing operational footprints, including CIBC Caribbean’s regional headquarters in Bridgetown, Barbados, guaranteeing seamless service continuity for both customers and employees. The combined organization will also uphold both firms’ longstanding commitments to local philanthropy, financial literacy programs, and sustainability initiatives across all operating geographies, ensuring the merger delivers mutual benefits for the business and the communities it serves.
Michael Collins, Chairman and Chief Executive Officer of Butterfield, emphasized that the deal builds on the bank’s proven track record of strategic growth and profitability enhancement since its 2016 New York Stock Exchange listing. “This transaction brings together two storied, complementary banks with deep local roots and decades of trusted customer relationships in their core jurisdictions,” Collins said. “The scale and diversification we gain from this deal positions Butterfield as the leading independent bank and wealth manager across Caribbean and international financial center markets. I am thrilled to welcome our new talented colleagues and valued new clients to the organization.”
Mark St. Hill, Chief Executive Officer of CIBC Caribbean, echoed Collins’ optimism, noting the alignment of core values between the two institutions. “For our clients, teams, and local communities, this merger unites two organizations that share a commitment to relationship-driven banking, innovation, and local impact,” St. Hill said. “We are excited to build on our legacy as the Caribbean’s leading financial services provider with this new partnership.”
CIBC President and CEO Harry Culham also praised the transaction, highlighting the strength of the regional business built by the CIBC Caribbean team. “The entire CIBC Caribbean team under Mark St. Hill’s leadership has built a formidable, client-first bank across the region,” Culham said. “We are eager to realize the strategic benefits of this transaction and deliver enhanced value to all our stakeholders.”
Breaking down the transaction terms, the total aggregate purchase price for CIBC Caribbean amounts to $1.794 billion, or $1.14 per CIBC Caribbean share. The consideration will be structured as 61% cash ($1.091 billion) and 39% Butterfield common stock ($703 million), with the share portion valued based on Butterfield’s 10-day volume-weighted average price (VWAP) of $55.66 on the NYSE as of May 27, 2026. Under the agreement, which has received unanimous approval from Butterfield’s Board of Directors, Butterfield will first acquire CIBC Investments (Cayman) Limited, the holding company that holds CIBC’s 91.7% stake in CIBC Caribbean.
Following the initial acquisition, Butterfield will launch a mandatory takeover bid for the remaining 8.3% of outstanding CIBC Caribbean shares held by minority shareholders, with the goal of securing full ownership of the regional bank, pending compliance with local regulatory requirements and applicable laws. Minority shareholders will receive the same economic terms as CIBC, and will have the option to elect 100% of their consideration in Butterfield shares if they wish to retain full exposure to the combined entity. If minority shareholders choose the same cash-share mix as CIBC, they will collectively hold approximately 2% of Butterfield’s outstanding shares following completion of the transaction. Houlihan Lokey, the financial advisor to the Special Committee of CIBC Caribbean’s Board of Directors, has issued a positive opinion confirming the fairness of the consideration offered to minority shareholders from a financial perspective.
To support the transaction, Butterfield has already secured binding commitments for $700 million in Tier 2 capital-qualifying subordinated debt financing, which is expected to close prior to the main transaction. Following completion of the merger, regulatory capital levels for the combined entity are projected to remain significantly above all required regulatory thresholds, with a pro forma Common Equity Tier 1 (CET1) ratio exceeding 12% and total capital ratio above 19% at closing.
The transaction is on track to close in the first half of 2027, subject to three key conditions: approval by Butterfield shareholders, regulatory clearance from all relevant jurisdictions, and satisfaction of standard closing conditions. Following closing, Butterfield’s ordinary shares will remain listed on both the New York Stock Exchange and the Bermuda Stock Exchange, and the bank plans to add secondary listings on the Barbados Stock Exchange, Bahamas International Securities Exchange, and Trinidad & Tobago Stock Exchange, pending compliance with local listing and regulatory requirements.
After the transaction closes, CIBC will retain an approximately 22% stake in the combined Butterfield entity. Under the terms of a finalized shareholder agreement between the two firms, CIBC will initially have the right to appoint two directors to Butterfield’s Board of Directors. The agreement also includes standard lock-up provisions restricting early sales of CIBC’s stake, as well as customary standstill obligations and registration rights.
The Bermuda Monetary Authority will remain the primary consolidated regulatory supervisor for Butterfield across all its global operations, and Butterfield has committed to working closely with all relevant local jurisdictional regulators to ensure service continuity, maintain market confidence, and preserve access to high-quality financial services across every operating market.
Key financial projections for the deal highlight its expected value creation for Butterfield shareholders: the purchase price represents 106% of CIBC Caribbean’s tangible book value as of January 31, 2026. The transaction is projected to deliver a 12% accretion to GAAP earnings per share (EPS) in the first full year after closing (with fully phased-in synergies, excluding integration costs), and a 15% accretion to cash EPS in year one (excluding integration costs, rate marks, and transaction-related amortization). Tangible book value per share for Butterfield is expected to increase by 10%, with an internal rate of return exceeding 20%. Pre-tax annual cost savings are projected to reach a $49 million run rate by 2030 once all integration initiatives are fully implemented.
