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Celestica Announces Successful US$175 Million Substantial Issuer Bid

Stocks in this article: CLS

TORONTO, Dec. 4, 2012 /PRNewswire/ - Celestica Inc. (NYSE, TSX: CLS), a global leader in the delivery of end-to-end product lifecycle solutions, today announced the preliminary results of its "modified Dutch auction" substantial issuer bid (the "Offer") to purchase for cancellation up to US$175,000,000 of its subordinate voting shares ("Shares"), which expired at 5:00 pm. (Eastern time) on December 3, 2012.

All the terms and conditions of the Offer have been complied with or waived and, based on a preliminary count by Computershare Investor Services Inc., as depositary for the Offer (the "Depositary"), Celestica expects to take up and pay for approximately 22,435,897 Shares at a purchase price of US$7.80 per Share (the "Purchase Price").  The Shares to be purchased under the Offer represent approximately 12% of the Shares issued and outstanding prior to giving effect to the Offer.  After giving effect to the Offer, the number of issued and outstanding Shares is expected to be approximately 163,792,303.

Shareholders of Celestica had the opportunity to tender Shares until 5:00 p.m. (Eastern time) on December 3, 2012, by electing an auction tender at a price of their choice between US$7.00 and US$8.00 per Share or, alternatively, by electing a purchase price tender at which they could sell their Shares at the Purchase Price to be determined by the Corporation pursuant to the Offer.

Approximately 34,655,806 Shares were properly tendered to the Offer.  As the Offer was oversubscribed, successfully tendering shareholders will have the number of Shares purchased pro-rated following determination of the final results of the Offer, except that "odd lot" tenders (of holders beneficially owning fewer than 100 Shares) will not be subject to pro-ration.  Celestica expects that tendering shareholders subject to pro-ration will have approximately 90% of their tendered Shares purchased by Celestica under the Offer.

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