The global leader in data center infrastructure and advanced technology solutions, Celestica Inc. (NYSE: CLS) (TSX: CLS), today announced the definitive pricing of its previously disclosed equity offering. The company will issue 9,677,419 common shares to the public at a price of $310 per share, denominated in U.S. dollars. This transaction is anticipated to generate gross proceeds of $3,000,000,000 before accounting for underwriting discounts and other offering-related expenses.
Offering Structure and Underwriters’ Option
The offering includes a standard provision granting the underwriters an option to purchase additional shares. Specifically, Celestica has provided the underwriters with the ability to acquire up to an additional 1,451,612 common shares. This option remains exercisable for a period of 30 days following the date of the final prospectus supplement related to the offering. The syndicate of underwriters facilitating this offering includes BofA Securities and Citigroup, serving as joint lead bookrunners, alongside TD Securities, which is acting as a bookrunner.
Strategic Allocation of Capital
Celestica intends to deploy the net proceeds from this significant equity raise across several key areas. The primary uses are earmarked for enhancing working capital and supporting strategic investments in capital expenditures. Additionally, a portion of the funds will be allocated towards other general corporate purposes, providing the company with financial flexibility to pursue its operational and growth objectives. This strategic deployment aims to bolster Celestica’s capacity to meet evolving market demands and sustain its leadership in critical technology sectors.
Timeline and Regulatory Compliance
The closing of the offering is projected to occur on or about August 7, 2026. This timeline is contingent upon the satisfaction of customary closing conditions, which include the successful listing of the newly issued common shares on both the New York Stock Exchange (NYSE) and the Toronto Stock Exchange (TSX).
In preparation for the offering, Celestica has made the necessary regulatory filings. A short form base shelf prospectus is currently accessible, and the final prospectus supplement is expected to be available within two business days through SEDAR+. Furthermore, an automatic shelf registration statement on Form S-3 (File No. 333-285515) has been filed with the U.S. Securities and Exchange Commission (SEC) for the offering. Investors can access these documents through the respective regulatory websites, www.sedarplus.com and www.sec.gov, or by contacting the designated representatives of the underwriters as detailed in the prospectus.
Celestica’s Market Position and Future Outlook
Celestica positions itself as a technology leader, dedicated to driving customer success and market advancements. The company leverages its deep expertise across design, engineering, manufacturing, supply chain, and platform solutions to enable critical data center infrastructure, particularly for artificial intelligence (AI), cloud, and hybrid cloud environments. It also advances technologies in various high-growth markets, reinforcing its role in the digital transformation landscape.
The company’s forward-looking statements, as outlined in the press release, highlight management’s current expectations regarding future performance and market conditions. These include anticipated strengthening demand across its businesses, particularly in data center customer segments, and expected revenue growth in 2026 and 2027. Celestica foresees accelerating growth from its customer base, including its Connectivity and Cloud Solutions (CCS) customers, and continued growth in demand from data center clients. Specific programs mentioned include 800G and 1.6T networking, and AI/machine learning compute initiatives with data center customers.
Management’s outlook is predicated on several assumptions, such as the successful progression of programs and production ramps in line with expected timelines, specifications, and qualification requirements. It also relies on sustained improvements in demand visibility, the continued advancement and commercialization of AI technologies and cloud computing, and the ability to retain key programs and customers. The company anticipates supporting sustained high levels of capital expenditure investments by leading hyperscaler, AI, and data center customers, alongside its own plans for capital investments, including timely construction and operationalization of assets. These projections underscore Celestica’s strategic focus on scaling its operations and developing new capabilities to meet the anticipated expansion in customer demand, while also navigating potential challenges related to silicon and component availability, supply-chain factors, and broader macroeconomic trends, including tariffs and geopolitical conflicts.
The successful pricing of this equity offering positions Celestica to bolster its financial resources, enabling it to capitalize on the robust demand within the data center infrastructure and advanced technology sectors. With significant capital earmarked for working capital and capital expenditures, the company aims to solidify its competitive advantage and support its strategic growth initiatives in an evolving technological landscape, reinforcing its commitment to its customers and shareholders.
