Celestica Inc. $720M Offering of Subordinate Voting Shares

On November 9, 1999, Celestica Inc. filed a supplemented PREP prospectus in Canada and a prospectus supplement in the United States relating to the issue and sale of 8,050,000 subordinate voting shares of Celestica, of which 1,050,000 subordinate voting shares were purchased by the underwriters pursuant to an over-allotment option. The offering was led by RBC Dominion Securities Inc. and Morgan Stanley & Co. Incorporated and the syndicate also included Merrill Lynch, Pierce, Fenner & Smith Incorporated, Banc of America Securities LLC, BancBoston Robertson Stephens Inc., Deustche Bank Securities Inc., CIBC World Markets Inc., Scotia Capital Inc. and National Bank Financial Corp.

Legal advice was provided to Celestica by Tom Smee of Davies, Ward & Beck and Lynn Toby Fisher of Kaye, Scholer, Fierman, Hays & Handler, LLP (New York), and to the underwriters by Doug Marshall of Osler, Hoskin & Harcourt LLP and Jason Lehner of Shearman & Sterling.

The fully marketed offering completed in November 1999 was the second financing completed by Celestica in 1999, the first offering having been done by way of a bought deal in March which raised approximately $340,000,000.


Douglas R. Marshall Thomas A. Smee Jason Lehner Lynn Toby Fisher


Davies Ward Phillips & Vineberg LLP Kaye Scholer LLP Shearman & Sterling LLP