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FORM 6-K
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 OF
THE SECURITIES EXCHANGE ACT OF 1934
For the month of April 2001
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CELESTICA INC.
(TRANSLATION OF REGISTRANT'S NAME INTO ENGLISH)
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12 CONCORDE PLACE
TORONTO, ONTARIO
CANADA, M3C 3R8
(416) 448-5800
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)
Indicate by check mark whether the registrant files or will file annual
reports under cover of Form 20-F or Form 40-F.
Form 20-F X Form 40-F
----- -----
Indicate by check mark whether the registrant by furnishing the
information contained in this Form is also thereby furnishing the information to
the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of
1934.
Yes No X
----- -----
If "Yes" is marked, indicate below the file number assigned to the
registrant in connection with Rule 12g3-2(b): 82-
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CELESTICA INC.
FORM 6-K
MONTH OF APRIL 2001
Filed with this Form 6-K are the following:
- Press release of Celestica Inc. dated April 18, 2001,
announcing financial results for the first quarter ended
March 31, 2001, the text of which is attached hereto as
Exhibit 99.1 and is incorporated herein by reference.
EXHIBIT
99.1 - Press Release dated April 18, 2001
1
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
CELESTICA INC.
Date: April 18, 2001 BY: /s/ Elizabeth DelBianco
----------------------------------
Name: Elizabeth DelBianco
Title: Vice President & General Counsel
2
EXHIBIT INDEX
EXHIBIT DESCRIPTION SEQUENTIAL PAGE NO.
99.1 Press Release dated April 18, 2001 5
3
Exhibit 99.1
FIRST QUARTER RESULTS Wednesday, April 18, 2001
(All amounts in U.S. dollars.
Per share information based on diluted
shares outstanding unless noted otherwise.
Historical per share information reflects the impact
of the December 1999 two-for-one stock split and the
treasury stock method, retroactively applied)
CELESTICA ANNOUNCES FIRST QUARTER RESULTS
Revenue Increases 67% to $2.7 Billion, EPS Increases 95% to $0.39
TORONTO, Canada - Celestica Inc. (NYSE, TSE: CLS), a world leader in
electronics manufacturing services (EMS), today announced financial results
for the first quarter ended March 31, 2001.
Revenue for the three months ended March 31, 2001 was $2,693 million, up 67 per
cent from $1,612 million in the first quarter of 2000. The increase was driven
by growth in all geographies and in key end-markets such as communications,
servers and storage.
Adjusted net earnings, which exclude the after-tax impact of amortization of
intangible assets, integration costs related to acquisitions and one-time
charges, increased 121 per cent to $87.3 million compared to $39.5 million in
the first quarter of 2000. The year-over-year improvements resulted from the
higher revenue and continued expansion in operating margin.
Adjusted net earnings per share rose 95 per cent to $0.39 per share compared to
$0.20 per share for the same period in 2000.
Net earnings increased 110 per cent to $54.8 million, or $0.25 per share,
compared to $26.1 million or $0.13 per share in the first quarter of 2000.
FORWARD GUIDANCE
For the second quarter, the company's guidance for revenue is approximately
$2.6-$2.8 billion.
The company also announced that in order to better balance its cost structure in
this weaker end-market environment, it expects to record a total of $40 to $60
million in restructuring charges by the end of the second quarter. The
restructuring will focus on facility consolidations and a global workforce
reduction of less than 10 per cent.
Second quarter guidance for adjusted earnings per share is approximately
$0.40-$0.42. Adjusted net earnings exclude the after tax impact of amortization
of intangible assets, integration costs related to acquisitions and one time
charges such as restructuring costs.
For the full year, the company said that due to continuing caution being
expressed by its customers related
4
to lower levels of visibility for the balance of the year, Celestica would also
exercise a similar caution and not provide any full year guidance at this time.
The company said it continues to feel comfortable with its longer term 2003
financial goals of $20 billion in revenue, operating margins higher than 5 per
cent, and an operating return on invested capital of greater than 30 per cent.
"Despite very turbulent and difficult end-markets for some of our customers, we
are pleased that we were able to deliver solid revenue and earnings growth,"
said Eugene Polistuk, chairman and CEO, Celestica. "Our focus going forward is
to ensure we are managing our operations to deal with the current end-market
volatility without impairing our longer term potential to grow with our
customers' growing outsourcing needs."
ABOUT CELESTICA
Celestica is a world leader in electronics manufacturing services (EMS) for
industry leading original equipment manufacturers (OEMs), primarily in the
computer and communications sectors. With facilities in North America, Europe,
Asia and Latin America, Celestica provides a broad range of services including
design, prototyping, assembly, testing, product assurance, supply chain
management, worldwide distribution and after-sales service.
For further information on Celestica, visit its website at WWW.CELESTICA.COM.
The company's security filings can also be accessed at WWW.SEDAR.COM and
WWW.SEC.GOV.
SAFE HARBOUR AND FAIR DISCLOSURE STATEMENT
STATEMENTS CONTAINED IN THIS PRESS RELEASE WHICH ARE NOT HISTORICAL FACTS ARE
FORWARD-LOOKING STATEMENTS WHICH INVOLVE RISK AND UNCERTAINTIES WHICH COULD
CAUSE ACTUAL RESULTS TO DIFFER MATERIALLY FROM THOSE EXPRESSED IN THE
FORWARD-LOOKING STATEMENTS. AMONG THE KEY FACTORS THAT COULD CAUSE SUCH
DIFFERENCES ARE: THE LEVEL OF OVERALL GROWTH IN THE ELECTRONICS MANUFACTURING
SERVICES (EMS) INDUSTRY; LOWER-THAN-EXPECTED CUSTOMER DEMAND; COMPONENT
CONSTRAINTS; VARIABILITY OF OPERATING RESULTS AMONG PERIODS; DEPENDENCE ON THE
COMPUTER AND COMMUNICATIONS INDUSTRIES; DEPENDENCE ON A LIMITED NUMBER OF
CUSTOMERS; AND THE ABILITY TO MANAGE EXPANSION, CONSOLIDATION AND THE
INTEGRATION OF ACQUIRED BUSINESSES. THESE AND OTHER FACTORS ARE DISCUSSED IN THE
COMPANY'S VARIOUS PUBLIC FILINGS AT WWW.SEDAR.COM AND HTTP://WWW.SEC.GOV.
AS OF ITS DATE, THIS PRESS RELEASE CONTAINS ANY MATERIAL INFORMATION ASSOCIATED
WITH THE COMPANY'S FIRST QUARTER FINANCIAL RESULTS, AND REVENUE AND ADJUSTED
EARNINGS GUIDANCE FOR THE SECOND QUARTER ENDING JUNE 30, 2001.
Contacts:
Laurie Flanagan Paul Carpino
Celestica Corporate Communications Celestica Investor Relations
(416) 448-2200 (416) 448-2211
FLANAGAN@CELESTICA.COM CLSIR@CELESTICA.COM
5
CELESTICA INC.
CONSOLIDATED BALANCE SHEETS
(IN THOUSANDS OF U.S. DOLLARS)
(UNAUDITED)
DECEMBER March 31
31
2000 2001
------------ --------
ASSETS
Current assets:
Cash and short-term investments........ $ 883,757 $ 482,860
Accounts receivable ................... 1,785,716 1,485,457
Inventories ........................... 1,664,304 1,721,448
Prepaid and other assets............... 138,830 192,192
Deferred income taxes.................. 48,357 49,380
------------ ------------
4,520,964 3,931,337
Capital assets .......................... 633,438 708,237
Intangible assets ....................... 578,272 555,287
Other assets ............................ 205,311 203,990
------------ ------------
$ 5,937,985 $ 5,398,851
============ ============
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
Accounts payable....................... $ 1,730,460 $ 1,208,434
Accrued liabilities.................... 466,310 396,802
Income taxes payable................... 52,572 39,634
Deferred income taxes.................. 7,702 7,704
Current portion of long-term debt...... 1,364 728
------------ ------------
2,258,408 1,653,302
Accrued post-retirement benefits......... 38,086 40,496
Long-term debt .......................... 130,581 130,249
Other long-term liabilities.............. 3,000 3,000
Deferred income taxes.................... 38,641 39,281
------------ ------------
2,468,716 1,866,328
Shareholders' equity:
Convertible debt....................... 860,547 866,863
Capital stock (note 4)................. 2,395,414 2,400,994
Retained earnings...................... 217,512 268,883
Foreign currency translation adjustment (4,204) (4,217)
------------ ------------
3,469,269 3,532,523
------------ ------------
$ 5,937,985 $ 5,398,851
============ ============
SEE ACCOMPANYING NOTES TO CONSOLIDATED FINANCIAL STATEMENTS.
6
THESE INTERIM FINANCIAL STATEMENTS SHOULD BE READ IN CONJUNCTION
WITH THE ANNUAL CONSOLIDATED FINANCIAL STATEMENTS.
7
CELESTICA INC.
CONSOLIDATED STATEMENTS OF EARNINGS AND RETAINED EARNINGS
(IN THOUSANDS OF U.S. DOLLARS, EXCEPT PER SHARE AMOUNTS)
(UNAUDITED)
THREE MONTHS ENDED
MARCH 31
-----------------------
2000 2001
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Revenue.................................. $1,612,323 $2,692,575
Cost of sales............................ 1,501,737 2,499,267
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Gross profit............................. 110,586 193,308
Selling, general and administrative
expenses ................................ 58,025 89,044
Amortization of intangible assets........ 15,323 29,578
Integration costs related to acquisitions 667 2,326
Other charges............................ - 3,800
---------- ----------
Operating income ........................ 36,571 68,560
Interest on long-term debt............... 3,838 4,334
Interest income, net..................... (5,650) (7,888)
----------- ----------
Earnings before income taxes............. 38,383 72,114
---------- ----------
Income taxes:
Current................................ 13,553 13,004
Deferred (recovery).................... (1,270) 4,303
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12,283 17,307
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Net earnings for the period.............. 26,100 54,807
Retained earnings, beginning of period... 16,208 217,512
Convertible debt accretion, net of tax... - (3,436)
--------- ----------
Retained earnings, end of period......... $ 42,308 $ 268,883
========= ==========
Basic earnings per share................. $ 0.14 $ 0.25
--------- ----------
Diluted earnings per share (note 2)...... $ 0.13 $ 0.25
--------- ----------
Weighted average number of shares
outstanding
- basic (in thousands)................ 190,119 203,615
- diluted (in thousands) (note 2)..... 199,471 223,064
8
CONSOLIDATED STATEMENTS OF ADJUSTED NET
EARNINGS
(IN THOUSANDS OF U.S. DOLLARS, EXCEPT PER SHARE AMOUNTS)
(UNAUDITED)
THREE MONTHS ENDED
MARCH 31
------------------------
2000 2001
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Adjusted net earnings (1)................ $ 39,549 $ 87,333
Adjusted net earnings per share - basic.. $ 0.21 $ 0.41
Adjusted net earnings per share - diluted
(note 2)................................ $ 0.20 $ 0.39
(1) Adjusted net earnings exclude the after-tax effect of integration costs
related to acquisitions, other charges and amortization of intangible
assets.
SEE ACCOMPANYING NOTES TO CONSOLIDATED FINANCIAL STATEMENTS.
THESE INTERIM FINANCIAL STATEMENTS SHOULD BE READ IN CONJUNCTION
WITH THE ANNUAL CONSOLIDATED FINANCIAL STATEMENTS.
9
CELESTICA INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(IN THOUSANDS OF U.S. DOLLARS)
(UNAUDITED)
THREE MONTHS ENDED MARCH 31
---------------------------
2000 2001
------------ ------------
CASH PROVIDED BY (USED IN):
OPERATIONS:
Net earnings for the period $ 26,100 $ 54,807
Items not affecting cash:
Depreciation and amortization 38,892 69,736
Deferred income taxes (1,270) 4,303
Other (640) 1,751
--------- ---------
Cash from earnings 63,082 130,597
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Changes in non-cash working capital items:
Accounts receivable (96,891) 301,934
Inventories (121,026) (31,354)
Other assets (17,174) (53,255)
Accounts payable and accrued liabilities 209,728 (596,030)
Income taxes payable (12,043) (12,938)
---------- ----------
Non-cash working capital changes (37,406) (391,643)
---------- ----------
Cash provided by (used in) operations 25,676 (261,046)
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INVESTING:
Acquisitions, net of cash acquired (135,111) (65,720)
Purchase of capital assets (68,592) (76,533)
Other 559 (386)
--------- ----------
Cash used in investing activities (203,144) (142,639)
---------- ----------
FINANCING:
Decrease in long-term debt (635) (1,277)
Deferred financing costs (41) (15)
Issuance of share capital 764,043 4,080
10
Share issue costs, pre-tax (26,788) -
Other (244) -
--------- ---------
Cash provided by financing activities 736,335 2,788
--------- ---------
Increase (decrease) in cash 558,867 (400,897)
Cash, beginning of period 371,522 883,757
--------- ---------
Cash, end of period $ 930,389 $ 482,860
========= =========
Supplemental information
Paid during the period:
Interest $ 426 $ 504
Taxes $ 23,757 $ 19,432
Non-cash financing activities:
Convertible debt accretion, net of tax $ - $ 3,436
Shares issued for acquisitions $ - $ 1,500
Cash is comprised of cash and short-term investments.
SEE ACCOMPANYING NOTES TO CONSOLIDATED FINANCIAL STATEMENTS.
THESE INTERIM FINANCIAL STATEMENTS SHOULD BE READ IN CONJUNCTION
WITH THE ANNUAL CONSOLIDATED FINANCIAL STATEMENTS.
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CELESTICA INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(IN THOUSANDS OF U.S. DOLLARS, EXCEPT PER SHARE AMOUNTS)
(UNAUDITED)
1. NATURE OF BUSINESS:
The primary operations of the Company consist of providing a full range of
electronics manufacturing services including design, prototyping, assembly,
testing, product assurance, supply chain management, worldwide distribution and
after-sales service to its customers primarily in the computer and
communications industries. The Company has operations in the United States,
Canada, Mexico, United Kingdom, Ireland, Italy, Thailand, China, Hong Kong,
Czech Republic, Brazil, Singapore, Japan and Malaysia.
The Company prepares its financial statements in accordance with accounting
principles generally accepted in Canada, with a reconciliation to accounting
principles generally accepted in the United States, included in the annual
consolidated financial statements.
The Company experiences seasonal variation in revenue, with revenue
typically being highest in the fourth quarter and lowest in the first quarter.
2. SIGNIFICANT ACCOUNTING POLICIES:
The disclosures contained in these unaudited interim consolidated financial
statements do not include all requirements of generally accepted accounting
principles for annual financial statements. The unaudited interim consolidated
financial statements should be read in conjunction with the annual consolidated
financial statements for the year ended December 31, 2000.
The unaudited interim consolidated financial statements are based upon
accounting principles consistent with those used and described in the annual
consolidated financial statements, except that in the first quarter of 2001, the
Company adopted retroactively the new Canadian Institute of Chartered
Accountants Handbook Section 3500 "Earnings per share," which requires the use
of the treasury stock method for calculating diluted earnings per share. This
change results in an earnings per share calculation which is consistent with
United States generally accepted accounting principles. Previously reported
diluted earnings per share have been restated to reflect this change.
The unaudited interim consolidated financial statements reflect all
adjustments, consisting only of normal recurring accruals, which are, in the
opinion of management, necessary to present fairly the financial position of the
Company as of March 31, 2001 and the results of operations and cash flows for
the three months ended March 31, 2001 and 2000.
3. ACQUISITIONS:
During the first quarter of 2001, the Company completed certain acquisitions
which were accounted for as purchases. The results of operations of the net
assets acquired are included in these financial statements from their respective
dates of acquisition.
In January 2001, the Company acquired Excel Electronics, Inc. through a
merger with Celestica (US) Inc., a subsidiary of the Company. The Company issued
subordinate voting shares with a value of $1,500 as consideration. Approximately
$1,500 in additional shares may be issued upon resolution of certain
contingencies. In February 2001, the Company acquired certain assets located in
Dublin, Ireland and Mt. Pleasant, Iowa from Motorola Inc. In March 2001, the
Company acquired certain assets of a repair facility in Japan from N.K. Techno
Co., Ltd.
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CELESTICA INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(IN THOUSANDS OF U.S. DOLLARS, EXCEPT PER SHARE AMOUNTS)
(UNAUDITED)
Details of the net assets acquired in these acquisitions, at fair value, are as
follows:
ACQUISITIONS
------------
Current assets........................... $ 27,565
Capital assets........................... 37,991
Goodwill and intellectual property....... 833
Other intangible assets.................. 5,646
Liabilities assumed...................... (4,815)
---------
Net assets acquired...................... $ 67,220
========
Financed by:
Cash.................................... $ 65,720
Issue of shares......................... 1,500
--------
$ 67,220
========
Other intangible assets represent the excess of purchase price over the fair
value of tangible assets acquired in facility acquisitions.
In February 2001, the Company entered into agreements with Avaya Inc. to
purchase certain assets in Denver, Colorado and Little Rock, Arkansas. The
purchase price is estimated to be approximately $200,000. At the same time, the
Company entered into a strategic supply agreement. This acquisition is expected
to close in phases throughout the second and third quarters of 2001.
4. OUTSTANDING SHARES:
As at March 23, 2001, Celestica had outstanding 39,065,950 multiple voting
shares, 164,773,434 subordinate voting shares and 17,005,224 options to acquire
subordinate voting shares under Celestica's employee incentive plans.
5. SEGMENTED INFORMATION:
The Company's operations fall into one dominant industry segment, the
electronics manufacturing services industry. The Company manages its operations,
and accordingly determines its operating segments, on a geographic basis. The
performance of geographic operating segments is monitored based on EBIAT
(earnings before interest, income taxes, amortization of intangible assets,
other charges and integration costs related to acquisitions). The Company
monitors enterprise-wide performance based on adjusted net earnings, which is
calculated as net earnings before amortization of intangible assets, other
charges and integration costs related to acquisitions, net of related income
taxes. Inter-segment transactions are reflected at market value.
The following is a breakdown of: revenue, EBIAT, adjusted net earnings
(which is after income taxes) and total assets by operating segment. Certain
comparative information has been restated to reflect changes in the management
of operating segments.
THREE MONTHS ENDED MARCH 31
----------------------------
2000 2001
------------ ---------
REVENUE
Americas $1,180,727 $1,695,620
Europe 347,873 904,885
13
Asia 154,561 214,962
Elimination of inter-segment revenue (70,838) (122,892)
---------- ----------
$1,612,323 $2,692,575
========== ==========
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CELESTICA INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(IN THOUSANDS OF U.S. DOLLARS, EXCEPT PER SHARE AMOUNTS)
(UNAUDITED)
THREE MONTHS ENDED MARCH 31
----------------------------
2000 2001
------------ ---------
EBIAT
Americas................................. $ 32,195 $ 52,656
Europe................................... 12,500 41,173
Asia..................................... 7,866 10,435
----------- ---------
52,561 104,264
Interest, net............................ 1,812 3,554
Amortization of intangible assets........ (15,323) (29,578)
Integration costs related to acquisitions (667) (2,326)
Other charges............................ - (3,800)
----------- ---------
Earnings before income taxes............. $ 38,383 $ 72,114
=========== ===========
Adjusted net earnings.................... $ 39,549 $ 87,333
=========== ===========
THREE MONTHS ENDED MARCH 31
----------------------------
2000 2001
------------ ---------
TOTAL ASSETS
Americas................................. $ 2,679,003 $$3,067,970
Europe................................... 615,112 1,916,438
Asia..................................... 341,899 414,443
----------- ----------
$ 3,636,014 $ 5,398,851
=========== ===========
The Company's external revenue allocated by manufacturing location among
foreign countries exceeding 10% are as follows:
THREE MONTHS ENDED MARCH 31
----------------------------
2000 2001
------------ ----------
REVENUE
Canada................................... 35% 25%
United States............................ 28% 30%
Italy.................................... - 13%
United Kingdom........................... 19% 15%
6. COMPARATIVE FIGURES
Certain comparative figures have been reclassified to conform with the
financial statement presentation adopted in the current period.
15
